LivePerson (NASDAQ: LPCN) increases ATM sales capacity to $50M

Rhea-AI Filing Summary

LivePerson, Inc. is offering up to $50,000,000 of common stock pursuant to a sales agreement with A.G.P./Alliance Global Partners.

The supplement increases the prior aggregate program (previously $10,616,169) to $50,000,000, which includes 1,603,431 shares previously sold for an aggregate purchase price of $10,615,576. The supplement states there remains $39,384,424 available for sale from and after the date of this prospectus supplement dated February 26, 2026.

Filed Pursuant to Rule 424(b)(5)

Registration No. 333-275716

Prospectus Supplement

(To Prospectus Dated April 25, 2024)

Up to $50,000,000

of

Common Stock

This prospectus supplement amends and supplements the information in the prospectus supplement, dated April 26, 2024, filed as a part of our registration statement on Form S-3 (File No. 333-275716) (the “Prior Prospectus”). This prospectus supplement should be read in conjunction with the Prior Prospectus, and is qualified by reference thereto, except to the extent that the information herein amends or supersedes the information contained in the Prior Prospectus. This prospectus supplement is not complete without and may only be delivered or utilized in connection with, the Prior Prospectus, and any future amendments or supplements thereto.

Under the Prior Prospectus, we registered up to an aggregate of $10,616,169 of our common stock, $0.0001 par value per share, for offer and sale pursuant to a sales agreement, dated April 26, 2024, (the “Sales Agreement”), between us and A.G.P./Alliance Global Partners. From April 26, 2024 through the date of this prospectus supplement, we sold an aggregate of 1,603,431 shares of our common stock, for an aggregate purchase price of $10,615,576 under the Prior Prospectus. As of the date of this prospectus supplement, we are increasing the aggregate amount of common stock that we are offering pursuant to the Sales Agreement, such that we are offering up to an aggregate of $50,000,000 of our common stock for sale under the Sales Agreement, including the shares of common stock previously sold, or $39,384,424 from and after the date hereof.

Neither the Securities and Exchange Commission nor any state securities commission has approved or disapproved of these securities or passed upon the adequacy or accuracy of this prospectus supplement or the accompanying prospectus. Any representation to the contrary is a criminal offense.

A.G.P.

The date of this prospectus supplement is February 26, 2026.

FAQ

What change does the LPCN prospectus supplement make to the existing offering?

The supplement increases the aggregate amount of common stock offered under the Sales Agreement to $50,000,000. It replaces the prior $10,616,169 aggregate program and incorporates shares already sold under that prior amount.

How many shares were sold under the prior prospectus for LPCN?

The prior prospectus reports sale of 1,603,431 shares for an aggregate purchase price of $10,615,576. Those sales are included in the new $50,000,000 aggregate offering amount.

How much capacity remains under the expanded LPCN at-the-market program?

The supplement states there is $39,384,424 available for sale from and after the date of the prospectus supplement dated February 26, 2026, reflecting the increased $50,000,000 aggregate program.

Who is the sales agent for the LPCN at-the-market program?

The sales agent named in the supplement is A.G.P./Alliance Global Partners, pursuant to the referenced Sales Agreement dated April 26, 2024.

Does the supplement indicate SEC approval of the securities for LPCN?

The supplement states the SEC and state securities commissions have neither approved nor disapproved the securities, and that any contrary representation would be a criminal offense.